(b) Both parties agree that the Supreme Court of the County of New
 York, State of New York and the federal courts of the United
 States of America sitting in the Southern District of New York
 are to have jurisdiction to settle any disputes that may arise
 in connection with or arising out of the legal relationships
 established by this Agreement (including, without limitation,
 claims for set-off or counterclaim) and the other Transaction
 Documents or otherwise arising in connection with this
 Agreement and the other Transaction Documents. Both parties
 hereby irrevocably and unconditionally submit to the
 jurisdiction of the Supreme Court of the City of New York,
 State of New York and the federal courts of the United States
 of America sitting in the Southern District of New York. The
 submission to such jurisdiction shall not (and shall not be
 construed so as to) limit the rights of any party to take
 proceedings against any other party in any other court of
 competent jurisdiction, nor shall the taking of proceedings in
 any one or more jurisdictions preclude the taking of
 proceedings in any other jurisdiction, whether concurrently or
 not;

 (c) Nothing in this Clause limits the right of either party to
 bring proceedings against the other in connection with this
 Agreement:

 (i) in any other court of competent jurisdiction; or

 (ii) concurrently in more than one jurisdiction.

 (d) Each party irrevocably and unconditionally:

 (i) agrees that if the other party brings legal proceedings
 against it or its assets in relation to this Agreement
 no immunity from such legal proceedings (which will be
 deemed to include, to the extent available, suit,
 attachment prior to judgment, other attachment, the

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 obtaining of judgment, execution or other enforcement)
 will be claimed by or on behalf of itself or with
 respect to its assets;